2 unchanged sentences
References to “Notes” are notes included in our consolidated financial statements appearing elsewhere in this Annual Report on Form 10-K.
−Removed: All figures are presented in thousands, except percentages, rates and unless otherwise noted.
−Removed: We operate an omnichannel customer acquisition platform, delivering high-intent customers to advertisers and marketing antivirus software packages to end user customers.
+Added: We operate an omnichannel customer acquisition platform, delivering high-intent customers to brands, advertisers and publishers .
We provide our omnichannel customer acquisition platform services through our proprietary responsive acquisition marketing platform (“RAMP”).
−Removed: Operating seamlessly across major advertising networks and advertising category verticals to acquire users, RAMP allows us to monetize these acquired users through our relationships with third party advertisers and advertising networks (“Advertising Partners”).
−Removed: RAMP also allows third party advertising platforms and publishers (“Network Partners”) to send user traffic to, and monetize user traffic on, our owned and operated websites or throughout our monetization agreements.
−Removed: RAMP operates across our network of owned and operated websites, allowing us to monetize user traffic that we source from various acquisition marketing channels, including Google, Facebook, Taboola and Zemanta.
−Removed: Through RAMP, we process approximately 28 million daily advertising campaign optimizations and ingest approximately 5 billion rows of data daily across more than 40 advertising categories as of December 31, 2022.
−Removed: We are able to efficiently monetize user intent by linking data on consumer engagement, such as first party search data, with data on monetization and advertising spend.
−Removed: This context-enriched data, combined with our proprietary and data science driven algorithms, creates a closed-loop system that is not reliant on personally identifiable information or information obtained through third-party cookies, but which allows RAMP to efficiently match consumer demand with the appropriate advertiser or advertising experience across advertising verticals.
−Removed: The business of S1 Holdco, LLC (“S1 Holdco”), a Delaware limited liability company, one of the entities acquired in the Merger described below, was founded in 2013 with a focus on monetizing user traffic acquired by its Network Partners.
−Removed: Since launching, it has expanded to support additional advertising formats across numerous advertising platforms, and has acquired several leading websites, enabling it to control user acquisition and experience, and monetize user traffic on its behalf via its network of owned and operated websites.
−Removed: Today S1 Holdco owns and operates approximately 40 websites, including leading search engines like info.com and Startpage.com, and publishing digital media sites and utilities such as HowStuffWorks, MapQuest, CouponFollow and ActiveBeat.
−Removed: We, through our wholly owned subsidiary Protected.net Group Limited, incorporated in England and Wales (“Protected.net”), also provide antivirus and consumer privacy software solutions, offering our customers a single packaged solution that provides protection and reporting to the end user.
−Removed: We deliver our antivirus software solutions directly to end-user customers across the world.
−Removed: The antivirus software solutions product offering comprises a core security package with varying levels of extra protection based on customers' specific needs.
−Removed: These products include unlimited devices, Adblock and ID Protect, and are managed to ensure they provide a value-added service to the customer base.
−Removed: The software is sold in either a monthly or annual subscription predominantly through the flagship brand TotalAV.
−Removed: As of December 31, 2022, Protected.net had over 2.4 million active subscribers for its products.
−Removed: Our primary operations are in the United States, and we also have operations in Canada, the United Kingdom and the Netherlands.
+Added: Operating seamlessly across major advertising networks and advertising category verticals to acquire end-users, RAMP allows us to monetize these acquired users through our relationships with third party advertisers and advertising networks (“Advertising Partners”).
+Added: RAMP also allows third party advertising platforms and publishers (“Network Partners”) to send user traffic to, and monetize user traffic on, our owned and operated websites or through our monetization agreements.
+Added: RAMP operates across our network of owned and operated websites, allowing us to monetize user traffic that we source from various acquisition marketing channels, including Google, Facebook, Zemanta, Taboola, and TikTok.
+Added: Through RAMP, we process approximately 187 million daily advertising campaign optimizations and ingest over 7 billion rows of data daily across approximately 40 advertising vertical categories as of December 31, 2023.
+Added: We are able to efficiently monetize user intent by linking data on consumer engagement, such as first party search data like traffic sources, device type and search queries, with data on monetization [rates] and advertising spend.
+Added: This context-enriched data, combined with our proprietary and data science driven algorithms, creates a closed-loop system that is not reliant on personally identifiable information or information obtained through third-party cookies, but which allows RAMP to efficiently match consumer demand with the appropriate advertiser or advertising experience across advertising category verticals.
+Added: Our business was originally founded in 2013 with a focus on monetizing user traffic acquired by our Network Partners.
+Added: Since launching, we have expanded to support additional advertising formats across numerous advertising platforms, and have acquired several leading websites, enabling us to control user acquisition and experience, and monetize user traffic on our behalf via our network of owned and operated websites.
+Added: Today, we own and operate approximately 40 websites, including leading search engines like info.com and Startpage.com, and publishing digital media sites and utilities such as HowStuffWorks, MapQuest, CouponFollow and ActiveBeat.
+Added: Our primary operations are in the United States, and we also have operations in Canada and the Netherlands.
Operations outside the United States are subject to risks inherent in operating under different legal systems and various political and economic environments.
−Removed: Among the risks are changes in existing tax laws, possible limitations on foreign investment and income repatriation, government foreign exchange controls
−Removed: and exposure to currency exchange fluctuations.
+Added: Among the risks are changes in existing tax laws, data privacy laws, possible limitations on foreign investment and income repatriation, government foreign exchange controls and exposure to currency exchange fluctuations.
We do not engage in hedging activities to mitigate our exposure to fluctuations in foreign currency exchange rates.
−Removed: On June 28, 2021, we entered into a Business Combination Agreement (as amended on November 30, 2021, January 10, 2022 and January 25, 2022) (the "Business Combination Agreement" or “BCA”) by and among us, S1 Holdco and System1 SS Protected Holdings, Inc.
−Removed: (“Protected”).
−Removed: On January 26, 2022 (the “Closing Date”), the Company consummated the business combination (the “Merger”) pursuant to the BCA.
−Removed: Following the consummation of the Merger, the combined company was organized via an “Up-C” structure, in which substantially all of the assets and business operations of System1 are held by S1 Holdco.
−Removed: Our combined business continues to operate through the subsidiaries of S1 Holdco and Protected.
−Removed: Additionally, Trebia’s ordinary shares and public warrants ceased trading on the New York Stock Exchange (“NYSE”), and System1 Inc.'s Class A common stock, $0.0001 par value per share ("Class A common stock" or "Class A Common Stock") and the public warrants (the "Public Warrants") began trading on the NYSE on January 28, 2022 under the symbols “SST” and “SST.WS,” respectively.
−Removed: The consideration paid to the existing equity holders of S1 Holdco and Protected in connection with the Merger was a combination of cash, Class A common stock, Class C common stock, $.0001 par value per share ("Class C common stock" or "Class C Common Stock") and a combination of restricted stock units in System1 and cash awards.
−Removed: The aggregate consideration under the BCA was $440,155 of cash and $411,453 of equity.
−Removed: Additionally, the aggregate Class B units in S1 Holdco retained by S1 Holdco equity holders at the Closing Date resulted in a non-controlling interest with an estimated value of $198,691.
−Removed: The Company was deemed the accounting acquirer in the Merger, and S1 Holdco was deemed to be the predecessor entity.
−Removed: Accordingly, the historical financial statements of S1 Holdco became the historical financial statements of the Company, upon the consummation of the Merger.
−Removed: As a result, the financial statements included in this Annual Report on Form 10-K reflect:
−Removed: (i) the historical operating results of S1 Holdco prior to the Merger;
−Removed: and (ii) the consolidated results of the Company, including S1 Holdco and Protected following the closing of the Merger.
−Removed: The accompanying financial information includes a Predecessor period, which includes the periods through January 26, 2022 concurrent with the Merger, and a Successor period from January 27, 2022 through December 31, 2022.
−Removed: A black-line between the Predecessor and Successor periods has been placed in the consolidated financial statements and in the tables within the notes to the consolidated financial statements to highlight the lack of comparability between these two periods as the Merger resulted in a new basis of accounting for S1 Holdco.
−Removed: Refer to Note 3—MERGER of our consolidated financial statements included in this Annual Report on Form 10-K for additional information.
−Removed: Today, advertisers seeking to reach their target consumers are confronted by significant operational and systemic challenges.
−Removed: Legacy mediums, including print, television and radio, represent a smaller and shrinking portion of media consumption than they have historically, as digital media formats, in particular those best served by mobile devices, have proliferated.
+Added: The Trebia Merger
+Added: On June 28, 2021, we entered into a Business Combination Agreement (as amended on November 30, 2021, January 10, 2022 and January 25, 2022), (“Business Combination Agreement”) by and among us, S1 Holdco and Total Security Limited, formerly known as Protected.net Group Limited (“Protected”) .
+Added: On January 26, 2022 (“Closing Date”), we consummated the business combination (“Merger”) pursuant to the Business Combination Agreement.
+Added: Following the consummation of the Merger, the combined company was organized via an “Up-C” structure, in which substantially all of the assets and business operations of System1 are held by S1 Holdco, and our combined business continues to operate through the domestic and foreign subsidiaries of S1 Holdco.
+Added: Additionally, following the Merger, Trebia’s ordinary shares and Public Warrants ceased trading on the New York Stock Exchange (“NYSE”), and System1 Inc.s Class A common stock, $0.0001 par value per share (“Class A common stock”) and the Public Warrants began trading on the NYSE on January 28, 2022 under the symbols “SST” and “SST.WS,” respectively.
+Added: The consideration paid to the existing equity holders of S1 Holdco and Protected in connection with the Merger was a combination of cash, Class A common stock, Class C common stock, $0.0001 par value per share ("Class C common stock") and, with respect to unvested equity S1 Holdco equity awards of the Closing Date, a combination of restricted stock units in System1 and cash awards.
+Added: The aggregate consideration under the Business Combination Agreement was $440.2 million of cash and $411.5 million of equity of System1.
+Added: Additionally, the aggregate Class B units in S1 Holdco retained by S1 Holdco equity holders at the Closing Date resulted in a non-controlling interest with an estimated value of $198.7 million.
+Added: Sale of Protected
+Added: On September 6, 2023, we announced that we had received a non-binding indication of intent from Just Develop It Limited (“JDI”), one of our significant shareholders, which is principally owned and managed by certain members of the Protected management team, related to the potential acquisition of Protected, which operates our subscription business.
+Added: Subsequently, on November 30, 2023, we completed the sale of Protected, pursuant to the terms of a share purchase agreement (“Share Purchase Agreement”).
+Added: Pursuant to the Share Purchase Agreement, the purchasing parties acquired all of the outstanding preference and ordinary shares of Protected (“Protected Disposition”) for total consideration comprised of:
+Added: (a) $240.0 million in cash, subject to certain adjustments, (b) the return and subsequent cancellation of approximately 29.1 million shares of our Class A common stock, par value $0.0001 per share, owned by JDI and other entities and individuals affiliated with the purchasing parties and (c) confirmation from JDI, Protected and the Protected CEO that the financial performance benchmarks related to certain contingent earnout payments based on the future performance of Protected’s business in an aggregate amount of up to $60.0 million included in the Business Combination Agreement, will, as a result of the Protected Disposition, no longer be achievable.
+Added: Refer to Note 3, Merger and Note 19, Discontinued Operations of our consolidated financial statements included in this Annual Report on Form 10-K for additional information.
+Added: Today, brands and advertisers seeking to effectively reach their target consumers or target audience are confronted by significant operational and systemic challenges.
+Added: Legacy mediums, including print, television and radio, represent a smaller and shrinking portion of total media consumption than they have historically, as digital media formats, in particular those best served by mobile devices, have proliferated.
Spending on global digital advertising has grown rapidly, reaching an estimated $555 billion in 2022, and is projected to grow to an estimated $744 billion in 2026.
−Removed: Additionally, spending on global digital advertising accounted for approximately 65% of total global advertising spend in 2021, a percentage that is expected to grow to almost 71% in 2025, continuing a trend of supplanting traditional advertising models to support advertisers’ customer acquisition efforts.
+Added: Additionally, spending on global digital advertising accounted for approximately 67% of total global advertising spend in 2022, a percentage that is expected to grow to almost 72% in 2026, continuing a steady trend of supplanting traditional advertising models to support bands and advertisers’ customer acquisition efforts.
Digital marketing has become an increasingly complex ecosystem due to several trends.
−Removed: These trends include the rapid diversification of digital platforms, ever-evolving and more sophisticated advertising networks and ad exchange platforms, increasing audience fragmentation, rapidly changing technology infrastructure and a greater regulatory and audience focus on consumer and data privacy.
−Removed: As a result, advertisers continue to struggle to efficiently find high quality audiences that drive strong and consistent return on advertising spend.
−Removed: Since consumer
−Removed: demand is cyclical, constantly evolving and difficult to identify, marketing strategies are often tied to particular channels or verticals, which in turn makes identifying intent-driven consumer demand at the appropriate decision point a challenge for advertisers.
−Removed: We believe we are well positioned to address these challenges and match consumer demand with the appropriate advertiser, regardless of seasonality or economic cycle.
−Removed: Some of the key industry trends are as follows:
+Added: These trends include the rapid diversification of digital platforms, changing consumption behaviors, ever-evolving and more sophisticated advertising networks and ad exchange platforms, increasing audience fragmentation, shorter attention spans, rapidly changing technology infrastructure and a greater regulatory and audience focus on consumer and data privacy considerations by regulators and consumers.
+Added: As a result, advertisers continue to struggle to efficiently
+Added: identify and market to high quality audiences that drive strong and consistent return on advertising spend.
+Added: Since consumer demand is cyclical, constantly evolving and difficult to identify, marketing strategies are often tied to particular channels or verticals, which in turn makes identifying intent-driven consumer demand at the appropriate decision point a challenge for advertisers.
+Added: We believe we are well positioned to address these challenges and match consumer demand with the appropriate brand in a given advertising category vertical, regardless of seasonality or economic cycle.
+Added: Some of the key industry trends include:
Advertisers Have Significantly Shifted Their Budgets from Traditional Media to a Diverse Array of Digital Channels .
−Removed: Media content and advertising is increasingly becoming digital due to rapid advances in technology, increasing distribution channels and changes in consumer behavior.
−Removed: This shift has facilitated an unprecedented array of options for advertisers to better target and measure their advertising campaigns across nearly every media channel and device-type.
−Removed: This seismic shift in and across digital advertising has placed a significant premium on advertising decisions that are based on actual consumer behavior and temporal data.
−Removed: We believe that the digital advertising market will continue to grow and evolve rapidly, and that advertisers will shift more of their advertising spend to these digital media channels.
+Added: Media content and advertising is increasingly consumed via digital channels or on digitally connected devices due to rapid advances in technology, increasing distribution channels and changes in consumer behavior.
+Added: This shift has facilitated an unprecedented array of options for advertisers to better direct and measure the effectiveness of their advertising campaigns across media channels and device-types in real time.
+Added: This seismic shift in and across digital advertising has placed a significant premium on advertising decisions that are based on actual consumer behavior combined with temporal data.
+Added: We believe that the digital advertising market will continue to grow and evolve rapidly, and that advertisers will shift more of their advertising spend to these quickly evolving digital media channels.
Better Execution Against Highly Fragmented Audiences .
As digital media channels grow and consumption patterns change, highly fragmented audiences make it challenging to consistently reach a large relevant audience.
−Removed: Individual media consumption is becoming more individualized and fragmented, as the audience spends more time on an increasing number of personal devices while deciding what media to consume and search for rather than having those choices made for them in a large consistent platform.
+Added: Media consumption is becoming more individualized and fragmented, as the audience spends more time on an increasing number of personal devices while deciding what media to consume and when they consume it, including what products and services they may be searching information for, rather than having those choices made for them in on large legacy platform (i.e.
+Added: linear television, radio, print media) to a single large audience.
Both trends contribute to the ever-increasing demand from advertisers for programmatic advertising platforms that integrate options to buy advertising and provide data on how to optimize the financial returns of an ad campaign.
Top Digital Advertisers Are Transitioning Budgets to Performance-Based Models Where Data and Analytics Drive Decision Making .
−Removed: The shift to digital performance-based advertising models can be explained by mounting pressure on advertisers to demonstrate tangible results against their advertising efforts, and the corresponding shift of advertising budgets to distribution channels that facilitate the ability to better monitor results.
−Removed: We have designed RAMP to specifically address this constantly evolving landscape.
−Removed: Through our network of owned and operated websites, we have access to valuable first party intent data, which our platform combines with real-time feedback on the intent-driven consumer’s reaction to ads, thereby increasing the value of user traffic sent to advertisers and the publishers on which they are displayed.
+Added: The shift to digital performance-based advertising models can be explained by mounting pressure on bands and advertisers (and their agencies) to demonstrate tangible results against their advertising efforts, and the corresponding shift of advertising budgets to distribution channels that facilitate the ability to better monitor results in real time.
+Added: We have designed and built RAMP to specifically address this constantly evolving landscape.
+Added: Through our portfolio of owned and operated websites, we have access to valuable first party intent data, which our platform combines with real-time feedback on the intent-driven consumer’s interaction with rendered ads, thereby increasing the value of user traffic sent to advertisers and the publishers on which such advertisements are displayed.
Automation of Ad Buying .
−Removed: The growing complexity and increasing speed of digital marketing and advertising decisions has increased the need for automation.
−Removed: Technology that enables fast, accurate and cost-effective decision-making through computer algorithms that use extensive (and iterative) data sets has become critical for the success of digital advertising campaigns.
−Removed: By using programmatic inventory buying tools, advertisers are able to automate their campaigns, thereby providing them with better price discovery on an impression-by-impression basis.
+Added: The growing complexity and increasing high frequency speed of digital marketing and advertising decisions has significantly increased the need for constant and quicker automation.
+Added: Technology that enables fast, accurate and cost-effective decision-making through computer algorithms that use extensive (and iterative) data sets has become critical for the long-term success of digital advertising campaigns.
+Added: By using programmatic inventory buying tools, advertisers automate their campaigns in order to provide them with better price discovery on an impression-by-impression basis.
As a result, advertisers are able to efficiently bid on and purchase the advertising inventory they value the most, pay less for the inventory they do not value as much, and abstain from buying advertising inventory that does not fit their campaign parameters or reach their target audience.
Regulatory and Audience Focus on Consumer & Data Privacy .
−Removed: Both digital audiences and consumer focused regulatory bodies and agencies are becoming increasingly focused on consumer and data privacy, including the collection and sharing of users' personal data, as advertisers, marketing partners and publishers place a premium on high-quality consumer intent data.
−Removed: Governing bodies throughout the United States (including state and local governments), the European Union and other jurisdictions continue to respond to these growing consumer concerns by proposing and enacting new laws and regulations that are reshaping industry standards regarding consumer privacy, data protection and information security.
−Removed: As advertisers, marketing partners and publishers seek to remain compliant with this evolving regulatory landscape, while avoiding the reputational and financial costs of potential investigations or fines, financial
−Removed: penalties or private actions, first party intent data (i.e.
+Added: Both digital audiences and consumer focused regulatory bodies and agencies are becoming increasingly focused on consumer and data privacy, including the collection, processing, tracking and/or sharing of users' personal data or [consumer behavior/consumption habits] as advertisers, marketing partners and publishers place a premium on high-quality consumer intent data.
+Added: Governing bodies throughout the United States (including state and local governments), the European Union and other jurisdictions continue to respond to these growing consumer concerns by proposing and enacting new laws and regulations that are reshaping industry standards
+Added: regarding consumer privacy, data protection and information security.
+Added: As advertisers, marketing partners and publishers seek to remain compliant with this evolving regulatory landscape, while avoiding the reputational and financial costs of potential investigations or fines, financial penalties or private actions, first party data regarding intent or trending topics (i.e.
consumer intent and related data properly collected and used directly by the party offering the service or media content) becomes increasingly more valuable.
−Removed: Our owned and operated search engines and publishing websites provide a continuous stream of anonymized and aggregated proprietary first party search intent data that is leveraged directly by RAMP, with proper disclosure as to how such data was collected, processed and is used.
+Added: Our owned and operated search engines and publishing websites are able to provide valuable anonymized and aggregated proprietary first party data related to search intent data that is properly collected and processed, and then leveraged an optimized through RAMP.
Our Opportunity
−Removed: Traditional advertising agencies are focused on creative services and allocating large advertising budgets across media platforms, but are often not as sophisticated in deploying the cutting-edge technology necessary to deliver responsive customers.
+Added: Traditional advertising agencies are focused on creative services and allocating large advertising budgets across media platforms, but are often not as sophisticated in deploying the cutting-edge technology necessary to deliver responsive or intent-driven customers.
While advertising consultants provide strategic advice, they are limited in their ability to deliver actual customers.
−Removed: Advertising buying platforms are not able to offer our data-science and algorithmic driven optimization of real-time bids.
−Removed: Most digital marketing providers are confined to a few forms of monetization, like lead generation or display advertising, and are typically not agnostic as to which method of monetization they employ.
−Removed: We believe we offer a differentiated platform, as we are channel and monetization-agnostic.
−Removed: We offer transparent measurement and real-time monitoring of return on advertising spend at a detailed level, which allows for purchase and sale decisions to be based on predictive modeling in order to drive superior results from our various advertisers.
+Added: Advertising buying platforms are not able to offer our data-science and algorithmic driven optimization which we use to improve real-time bids.
+Added: Most digital marketing providers are confined to a few forms of monetization, such as lead generation or display advertising services, and are not typically agnostic as to which method of monetization they employ or advertising category vertical reached.
+Added: We believe we offer a differentiated platform, as we are both channel and monetization-method-agnostic.
+Added: We offer transparent measurement and real-time monitoring of return on advertising spend at a detailed level, which allows for purchase and sale decisions to be based on predictive modeling in order to drive superior results for our various advertisers.
Our Business Model
We initially began as a monetization platform that connected user traffic acquired by our network partners with advertising demand from our advertisers and advertising networks.
−Removed: We have significantly expanded the scope of our platform through organic growth, strategic acquisitions and the development of RAMP, which enables us to control user acquisition, consumer experience and monetization across all traffic.
−Removed: RAMP is integrated directly with our owned and operated search and digital media publishing websites and utilities, while supporting and utilizing multiple advertising formats across numerous platforms.
−Removed: RAMP is efficiently deployed across various websites and monetization channels, which has allowed us to accelerate our growth through the integration of multiple websites over the past several years.
−Removed: Attracting and Monetizing User Traffic through Owned and Operated Websites —We own and operate approximately 40 websites, including search engines, publishing properties and utilities in a variety of categories, including health, how-to, general interest, finance, business, technology, travel and automotive.
−Removed: We work seamlessly with acquisition marketing channels to acquire user traffic to our properties.
−Removed: We deploy RAMP across our media properties to efficiently match consumer intent with our own products or services, or engage advertisers that seek to bid for the ability to interact with these consumers.
−Removed: We utilize an efficient content production and distribution strategy through RAMP that is both data-driven and engaging.
−Removed: Drive New Subscribers to Subscription Offerings —We will employ a similar strategy by utilizing RAMP to acquire new customers to Protected.net’s security software subscription product, Total AV, as well as to future subscription products that Protected.net intends to offer in the future.
−Removed: Monetizing User Traffic for Our Network Partners —We monetize user traffic on behalf of our more than 135 network partners, which include Yahoo!, WebMD and Publisher’s Clearing House.
−Removed: These network partners are companies that direct traffic to us in exchange for a share of advertising revenue.
−Removed: In 2022, we processed over 1.4 billion sessions.
+Added: We have significantly expanded the scope of our platform through organic growth, strategic acquisitions and the continuous development and integration of RAMP into our service offerings, which enables us to control user acquisition, consumer experience and monetization across all traffic sources of our platform.
+Added: RAMP is integrated with and deployed across our owned and operated search engine and digital media publishing websites and utilities, while supporting and utilizing multiple advertising formats across monetization channels, which has allowed us to accelerate our growth through the integration of multiple websites over the past several years.
+Added: Attracting and Monetizing User Traffic through Our Owned and Operated Websites —We own and operate approximately 40 websites, including search engines, digital publishing websites and web utilities/apps across a variety of categories, including health, mapping, how-to, general interest, finance, business, technology, travel and automotive, and utilize RAMP to efficiently produce and distribute content to these properties that is both data-driven and engaging.
+Added: We simultaneously work with different acquisition marketing channels to acquire user traffic to our properties, where we deploy RAMP to efficiently match real-time consumer intent with our own services, or direct them to advertisers that seek to bid for the ability to interact with these consumers.
+Added: Monetizing User Traffic for Our Network Partners —We also monetize user traffic on behalf of our more than 200 network partners, which include Yahoo!, WebMD and Publisher’s Clearing House.
+Added: These network partners direct their acquired traffic through RAMP in exchange for a share of advertising revenue generated through the platform.
+Added: In 2023, we processed over 2.7 billion network partner sessions.
Our Proprietary Assets
At the core of our business is our proprietary Responsive Acquisition Marketing Platform, or RAMP.
−Removed: RAMP’s predictive power is informed and enhanced by the following:
−Removed: Owned and Operated Websites —We own and operate websites where we are able to attract user traffic across channels and present relevant offers.
−Removed: Our platform analyzes user interactions, builds a
−Removed: comprehensive view of the customer’s intent and enables advertisers to maximize return on their spend.
−Removed: The first party intent data that we are able to capture from our owned and operated search and media sites is a differentiated element of our platform enabling more informed and targeted decision-making in the bid parameters that we provide to our network partners.
−Removed: Subscription Products —Our current subscription product, TotalAV, is a source of recurring subscription revenue.
−Removed: TotalAV provides consumers with security and privacy online through a variety of features, including real-time antivirus and identity protection.
−Removed: Our goal is to be the trusted cyber security partner for consumers across the globe, by enabling our subscribers to securely manage their digital lives across their various devices.
−Removed: As the risks to consumers continue to expand from device-based attacks to more sophisticated threats such as fraud, ransomware, identity theft and privacy intrusions, our products have evolved to provide a multi-layered approach in protecting against these threats, detecting ongoing and/or future attacks and helping our subscribers manage their digital footprint across the Internet, including their technology, applications, networks and identities.
−Removed: The cornerstone of our strategy is to provide consumers with a secure platform that brings together software and service capabilities to enable all facets of cyber safety, including real-time antivirus protection, safe browsing, adblocking, blocking of malicious websites and data breach monitoring.
−Removed: TotalAV is managed by an experienced team of approximately 86 employees who together have been awarded over 28 malware detection certifications from independent testers and industry trade-groups.
−Removed: We plan to continue expanding the scope of our platform through the development of other subscription products - including Total AdBlock and RoadWarrior.
−Removed: System1’s Focus on First Party Data —In addition to acquiring large volumes of user traffic via RAMP, upon reaching our websites, RAMP utilizes its proprietary access to our first party data in order to further qualify consumer intent and offer the most appropriate user experience and most effective monetization.
−Removed: We are able to combine this dataset with historical information on ad spend across vertical categories, content and ad-creative automation, which is used to optimize monetization performance in order to provide a closed-loop view of the customer and advertising ecosystem.
−Removed: As a result, we have built a robust and valuable asset consisting of proprietary first party data based on more than 550 million distinct search queries a month.
−Removed: This valuable first party data is used by RAMP to target specific consumer audiences based on millions of precedent interactions, and allows us to provide our clients with deeper insights into consumer habits as they continue to interact with our owned and operated websites.
−Removed: Network Partner Integrations —RAMP is seamlessly integrated with acquisition marketing channels, such as Google, Facebook, Zemanta, Taboola and Bing.
−Removed: This technical integration allows us to optimize our advertising campaigns and bids on a real-time basis, where RAMP processes over 28 million campaign optimizations per day.
+Added: RAMP’s predictive power is continually informed, optimized and enhanced by the following:
+Added: Owned and Operated Websites —We own and operate a diversified portfolio of websites where we are able to effectively acquire user traffic across channels and then present relevant offers or advertisements to the audience.
+Added: Our platform analyzes various user interactions, develops a comprehensive view of the
+Added: customer’s intent in real time and enables advertisers to maximize return on their spend.
+Added: The first party intent data that we are able to capture from our owned and operated search and digital media sites is a differentiated element of our platform enabling more informed and targeted decision-making in the bid parameters that we use for our own traffic acquisition efforts and provide to our network partners.
+Added: System1’s Focus on First Party Data —In addition to acquiring extensive amounts of our user traffic via RAMP, upon reaching our websites, RAMP utilizes its proprietary access to our first party data in order to further qualify consumer intent and offer the most appropriate user experience and most effective monetization.
+Added: We are able to combine this iterative dataset with historical information on ad spend across advertising categories, content and ad-creative automation, which is used to optimize monetization performance in order to provide a closed-loop view of the customer and advertising ecosystem.
+Added: We have built a robust and valuable asset consisting of proprietary first party data that is continuously enhanced based on more than 570 million distinct search queries that run through RAMP each a month.
+Added: This valuable first party data is used by RAMP to optimize specific consumer audiences based on millions of precedent interactions, and allows us to provide our clients with deeper insights into consumer habits as they continue to interact with our owned and operated websites.
+Added: Marketing Partner Integrations —RAMP is seamlessly integrated with leading acquisition marketing channels, such as Google, Facebook, Zemanta, Taboola, and TikTok.
+Added: This technical integration allows us to continuously optimize our advertising campaigns and bids on a real-time basis, where RAMP processes over 187 million campaign optimizations per day.
Our Strengths
We believe that we are well positioned to continue to deliver high performance marketing solutions, including in the delivery of optimized bids and higher return on advertising spend, through the following strengths:
−Removed: Proprietary Technology —The technology powering RAMP was designed to provide a dynamic closed-loop platform that is able to operate efficiently at scale, while optimizing in real-time across several key advertising considerations, including dynamic ad pricing, consumer intent and historical consumer interaction with relevant ad content.
−Removed: The components of RAMP include our programmatic buying platform, ad media interface, content and ad engine monetization decisioning, real-time revenue attribution, machine learning and data science algorithms, and back-end systems.
−Removed: As a result of the seamless integration of these proprietary technologies, we are able to continually improve performance as we incorporate additional data and evolving product enhancements.
−Removed: Omni-Vertical and Monetization Agnostic Service Offering —RAMP is designed to work across vertical consumer categories, leveraging consumer data efficiently matched to consumer intent on a real-time basis.
−Removed: RAMP is also integrated with multiple forms of monetization, facilitating display and search advertising,
−Removed: lead generation, video, e-commerce and subscriptions.
−Removed: We believe that our platform adds significant value across the entire digital marketing landscape.
−Removed: Best in Class Subscription Products —Our subscription products, led by TotalAV, delivers recurring revenue from its over 2.4 million active subscribers as of December 31, 2022.
−Removed: We believe the synergies in integrating RAMP with Protected’s customer monetization and relationship management platform have significant potential for additional high-value, point-of-sale monetization of consumers across a large and growing portfolio of online subscription offerings, where we intend to release both new and complimentary subscription products/services.
−Removed: Substantial First-Party Data Consumer Information —Our websites typically experience an average of 170 million visits per month in aggregate.
−Removed: As a result, we have collected significant data (across search queries and decision-making behavior) from consumers, including first party intent data, and data on how consumers have historically responded to different types of ad content, creatives and formats.
−Removed: This data is stored within our platform, so that it can be analyzed and iteratively enriched as consumers return to our websites and continue to interact with us.
+Added: Proprietary Technology —The technology powering RAMP is designed to provide a dynamic closed-loop platform that operates efficiently at scale, while optimizing in real-time across several key digital advertising considerations, including dynamic ad pricing, consumer intent and historical user interaction with relevant ad content.
+Added: The key components of RAMP include our programmatic buying platform, ad media interface, dynamic content and monetization serving, real-time revenue attribution, machine learning and data science algorithms, and back-end reporting systems.
+Added: As a result of the seamless integration of these proprietary technologies, we are able to continually improve performance as we incorporate additional data and product enhancements.
+Added: Omni-Vertical and Monetization Agnostic Service Offering —RAMP is designed to work across vertical consumer categories, efficiently leveraging consumer intent data matched to advertiser demand on a real-time basis.
+Added: RAMP is also integrated with multiple forms of monetization, facilitating display and search advertising, lead generation, video, e-commerce and subscriptions.
+Added: We believe that our RAMP platform adds significant value across the entire digital marketing landscape.
+Added: Substantial First-Party Data Consumer Information —In 2023, we processed over 6.6 billion total sessions.
+Added: As a result, we process significant amounts of data (across search queries and decision-making behavior) from consumers, including first party intent-based data, that is combined with data on how consumers respond to different types of ad content, creatives and formats.
+Added: This aggregated and anonymized data is leveraged within our platform, so that it can be analyzed and iteratively enriched as consumers return to our websites and continue to interact with rendered advertisements.
When this data is fed into our data science and machine learning algorithms, it becomes a powerful tool for identifying new monetization opportunities and increasing return on advertising spend.
−Removed: Proven M&A Experience —We seek out complimentary or ancillary businesses where we can benefit from identified synergies by relying on our industry expertise, significant acquisition experience and in-house strategies to seamlessly integrate targets into RAMP.
−Removed: We have historically evaluated acquisition opportunities along several criteria, including building strong brands in advertising verticals, diversifying monetization capabilities, developing and augmenting new user acquisition channels, accelerating international growth and demonstrating expansion of our owned and operated properties.
−Removed: Experienced Management Team —Our management team is founder-led, with a deep bench across product, engineering, business & corporate development and compliance.
+Added: Proven M&A Experience —We seek out complimentary or ancillary businesses where we can benefit from identified synergies through our industry expertise, significant acquisition experience and in-house strategies to seamlessly integrate targets onto our RAMP platform.
+Added: We have historically evaluated acquisition opportunities along several key criteria, including building strong brands in a broad group of
+Added: advertising verticals, diversifying monetization capabilities, developing and augmenting new user acquisition channels, accelerating international growth and opportunities for expansion of our owned and operated properties.
+Added: Experienced Management Team —Our management team is founder-led, with a deep bench across product, engineering, business & corporate development and compliance, with significant experience in digital advertising and publishing.
Our Growth Strategies
We believe RAMP can be efficiently deployed across the quickly evolving and rapidly expanding digital advertising market.
−Removed: As the total available market for digital advertising expands, we believe we are well-positioned to deliver superior results and performance to advertisers and our network partners through our extensive relationships with leading advertisers and advertising networks, and to better match consumers with the products or services that match their intent.
−Removed: Our goal is to continue to improve and extend the scope of RAMP by continuing to evolve and adapt to the ever-changing landscape of new sources of online user traffic, better monetization tools and growing areas of advertising demand.
+Added: As the total available market for digital advertising expands, we believe we are well-positioned to deliver superior results and performance to advertisers and our network partners through our extensive relationships with leading advertisers and advertising networks, and to better direct consumers to the products or services that match their intent.
+Added: Our goal is to continually improve and extend the scope of RAMP by continuing to evolve and adapt to the ever-changing landscape of new sources of online user traffic, better monetization tools and growing areas of advertising demand.
To achieve this goal, we intend to continue to grow our business by pursuing the following growth strategies:
Grow Existing Business Lines .
−Removed: We plan to expand the number of advertising partners that are utilizing or integrated with RAMP by continuing to attract and monetize users with commercial intent to our owned and operated web properties in high value vertical consumer categories.
+Added: We plan to expand the number of advertising partners that are utilizing or integrated with RAMP by continuing to attract and monetize users with commercial intent through our owned and operated web properties in high value vertical consumer categories.
We will also continue to monetize users on behalf of our network partners.
−Removed: Expand Our Subscription Product Offerings .
−Removed: We believe identifying new customers for our current subscription product, TotalAV, will demonstrate the power of applying RAMP to downloadable and similar subscription offerings, as we optimize to maximize return on advertising spend and increase the lifetime value of our subscribers.
−Removed: We plan to release new subscription product offerings and use RAMP to acquire and monetize subscribers through these new and enhanced products.
−Removed: Grow Internationally .
−Removed: We plan to selectively expand our business to international markets over time.
−Removed: We believe that we can expand into these new markets by investing in native language resources and continuing to invest in RAMP.
Continue Executing Strategic Acquisitions .
−Removed: We believe we are operating in a target-rich environment for strategic acquisitions that will enhance RAMP and add to our portfolio of owned and operated websites and subscription offerings.
−Removed: By continuing to execute on our successful track-record of identifying, evaluating, executing and integrating M&A targets, we believe that we will be able to continue plugging new acquisitions into our overall business strategy to enhance RAMP and expand the diversity and scope of our owned and operated properties.
+Added: We believe that we operate in a target-rich environment for strategic acquisitions that will enhance RAMP and add to our portfolio of owned and operated websites and web-utility offerings.
+Added: By continuing to execute on our successful track-record of identifying, evaluating, executing and integrating M&A targets, we believe that we will be able to continue integrating new acquisitions into our overall business strategy to enhance RAMP and expand the diversity and scope of our owned and operated properties.
Our websites cover a diverse range of consumer demand and traffic.
−Removed: For example, MapQuest is a web-based navigation software that delivers turn-by-turn direction services to users.
+Added: For example, MapQuest is a web-based navigation service that delivers turn-by-turn direction guidance to users.
Info.com is a metasearch engine that consumers can use to search for relevant information.
−Removed: HowStuffWorks is a commercial website focused on helping people solve problems in their daily lives by using various types of digital media to easily breakdown and explain complex concepts, terminology and mechanisms.
+Added: HowStuffWorks is a commercial website focused on helping people solve problems in their daily lives by using various types of digital media to easily breakdown and explain complex concepts, topics, terminology and mechanisms.
Startpage is the world’s most private search engine, allowing our users to browse and search the Internet in complete privacy.
CouponFollow is one of the largest coupon destinations for online shoppers.
−Removed: Protected.net’s online subscription consumer security and privacy software, TotalAV, provides award-winning antivirus protection to its users by scanning, locating, quarantining and eliminating viruses, trojans, adware, spyware, ransomware and similar malicious actors in real-time.
−Removed: In addition to scheduled antivirus scans, TotalAV offers a website extension powered by an extensive database of known malicious phishing URLs designed to steal and harvest personal data in order to block phishing URLs, as well as remote firewall access.
−Removed: TotalAV also provides enhanced performance as computers slow down over time by identifying specific errors and programs which impact device performance.
−Removed: Protected.net also has an ad blocking product, Total Adblock, which is a plug-in that allows users to experience a cleaner browsing experience.
−Removed: It eliminates pop-ups, banners and video ads, which improves page load times, and blocks third-party trackers to protect users’ privacy and information.
Our Human Capital
−Removed: We believe that our values of support, teamwork, individuality, ownership, impact and improvement have been an important component of our success.
+Added: We believe that our values of support, teamwork, individuality, ownership, impact and improvement have been an important factor of our overall success.
Behind all our innovations are the talented people around the world who bring them to life.
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To ensure we live our values, and our culture stays unique and strong, our board of directors (the "Board" or the "Board of Directors") and executive team have put significant focus on our human capital resources.
−Removed: As of December 31, 2022, we had 500 full-time employees in 5 countries.
+Added: As of December 31, 2023, we had approximately 300 full-time employees in 3 countries.
Regionally, North America and the rest of the world make up approximately 99% and 1% of our workforce, respectively.
Diversity and Inclusion
−Removed: We are committed to fostering a culture of inclusion and belonging in which all employees are empowered to bring their whole, authentic selves to work every day.
+Added: We are committed to fostering a culture of diversity, inclusion and belonging in which all employees are empowered to bring their whole, authentic selves to work every day.
At System1, we believe in the people who work for us, and as part of our investment in our people, we prioritize diversity and inclusion.
Our goal is to create a culture where we value, respect, and provide fair treatment and opportunities for all employees.
−Removed: We conduct an employee annual survey to give employees the opportunity to provide feedback on our culture.
−Removed: This survey is managed by a third-party vendor to encourage candor and solicit feedback on many aspects of engagement, including company
−Removed: leadership, culture, inclusion, and career development.
+Added: We regularly conduct employee surveys to give employees the opportunity to provide feedback on our culture and direction.
+Added: This survey is managed by a third-party vendor to encourage candor and solicit feedback on many aspects of engagement, including company leadership, culture, inclusion, and career development.
Our leaders review the survey feedback and work with their teams to take action based on survey results.
−Removed: We demonstrate this commitment through a strategy of education, celebration, donations to the community, diversifying our talent, and creating forums for internal dialogue and listening.
+Added: We demonstrate this commitment through a comprehensive strategy that combines education, celebration, matching donations to the community, diversifying our talent, and creating forums for internal dialogue and listening.
Our global leadership team is approximately 67% male and 33% female.
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We empower employees to develop their skills and abilities by acting on great ideas regardless of their role or function, which translates into personal investment in building our organization.
−Removed: We work to provide an environment where talented individuals and teams can thrive in fulfilling careers.
−Removed: To set our global team up for success, we define key competencies for roles that are aligned to our values and extend to all levels of leadership regardless of experience and role.
+Added: We work to foster an environment where talented individuals and teams can thrive in fulfilling careers.
+Added: To set our global team up for success, we define key core competencies for roles that are aligned to our values and extend to all levels of leadership regardless of experience and role.
We encourage everyone to create individual development plans leveraging competency frameworks tied into their chosen career path, outlining a specific plan and actions to increase proficiency or learn new skills.
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We seek fairness in total compensation with reference to external comparisons, internal comparisons and the relationship between management and non-management compensation.
−Removed: In addition to salaries, we provide competitive compensation programs commensurate with our peers and industry.
−Removed: Such compensation and benefit programs may include short term incentives, equity awards, 401(k) plans, healthcare and insurance benefits, flexible spending accounts, paid time off, family leave, family care resources, employee assistance programs and tuition assistance, among many others.
+Added: In addition to salaries, we provide competitive compensation programs commensurate with our industry peers.
+Added: Such compensation and benefit programs may include short term incentives, equity awards, 401(k) plans with employer matching, healthcare and insurance benefits, flexible spending accounts, paid time off, family leave, family care resources, employee assistance programs and tuition assistance, among many others.
Such programs and our overall compensation packages seek to facilitate retention of key personnel.
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In the advertising industry, companies commonly experience seasonal fluctuations in revenue.
−Removed: For example, many advertisers allocate the largest portion of their budgets to the fourth quarter of the calendar year in order to coincide with increased holiday purchasing.
−Removed: Historically, the fourth quarter of the year reflects our highest level of advertising activity as well as new customer activity to our subscription products, while the first quarter reflects the lowest level of such activity.
+Added: For example, many advertisers allocate the largest portion of their budgets to the fourth quarter of the calendar year in order to coincide with increased holiday purchasing and spending habits.
+Added: Historically, the fourth quarter of the year reflects our highest level of advertising activity, while the first quarter reflects the lowest level of such activity.
We expect our revenue to continue to fluctuate based on seasonal factors that affect the industry as a whole.
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Our industry is highly competitive and fragmented.
−Removed: We compete with other demand-side platform providers, some of which are smaller, privately-held companies and others are divisions of large, well-established companies such as Google and Microsoft.
−Removed: We believe that we compete primarily based on the performance, capabilities and transparency of our RAMP platform and our focus on the buy-side.
+Added: We compete with other demand-side platform providers, some of which are smaller, privately-held companies and others that are divisions of large, well-established companies such as Google and Microsoft.
+Added: We believe that we compete primarily based on the performance and capabilities of our RAMP platform and our significant focus on the buy-side market.
We believe that we are differentiated from our competitors in the following areas:
• we are an independent technology company focused on serving advertisers on the buy-side of our industry;
−Removed: • our client relationships are primarily based on auction platforms, where our success is determined by the quality and performance of our users for our advertising partners;
−Removed: • our platform provides comprehensive access to a wide range of inventory types and third-party data vendors;
+Added: • our network partner and advertising relationships are primarily based on the quality of our traffic, where our long-term success is determined by the quality and performance of our users for our advertising partners relative to our competition;
+Added: • our platform provides comprehensive access to a wide range of inventory types across multiple advertising verticals;
• our platform allows clients to build proprietary advantages by integrating custom features and interfaces for their own use through our application programming interfaces, or APIs.
−Removed: In addition, we believe that new entrants would find it difficult to gain direct access to inventory providers and advertising partners, given their limited scale and the costs that additional integrations impose on inventory providers.
The intense competition we face, in addition to general and economic business conditions, can put pressure on us to change our prices.
If our competitors offer deep discounts on certain solutions or provide offerings, we may need to lower margins to compete successfully.
−Removed: Similarly, if there is pressure by competitors to raise prices, our ability to acquire new customers and retain existing customers may be diminished.
Any such changes may reduce revenue and margins and could adversely affect our financial results.
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Privacy and Data Protection Legislation and Regulation
−Removed: We and our clients currently use pseudonymous data about Internet and mobile app users on our platform to manage and execute digital advertising campaigns in a variety of ways, including delivering advertisements to end users based on their geographic locations, the type of device they are using, their interests as inferred from their Internet search queries, web browsing or app usage activity or their relationships with our clients.
−Removed: Such data is passed to us from third parties, including original equipment manufacturers, application providers and publishers.
−Removed: We do not use this data to discover the identity of individuals, and we currently prohibit clients, data providers and inventory suppliers from importing data that directly identifies individuals onto our ad buying platform, though we do allow clients to share some directly identifying information, such as phone number and email address, with us for purposes of transforming that information into pseudonymous identifiers to use on our platform.
−Removed: Our ability, like those of other advertising technology companies, to collect, process, augment, analyze, use and share data relies upon the ability to uniquely identify devices across websites and applications, and to collect data about user interactions with those devices for purposes such as serving relevant ads and measuring the
−Removed: effectiveness of ads.
−Removed: The processes used to identify devices and similar and associated technologies are governed by U.S.
−Removed: and foreign laws and regulations, and is dependent upon their implementation within the industry ecosystem.
−Removed: Such laws, regulations and industry standards may change from time to time, including those relating to the level of consumer notice, consent and/or choice required when a company employs cookies, pixels or other electronic tools to collect, process and share data about interactions with users online.
−Removed: In the United States, both federal and state legislation govern activities such as the collection and use of data, and privacy in the advertising technology industry has frequently been subject to review by the Federal Trade Commission (the “FTC”), U.S.
+Added: We and our partners currently use pseudonymous data about Internet and mobile app users directed to our platform to manage and execute digital advertising campaigns in a variety of ways, including delivering advertisements to end users based on their geographic locations, the type of device they are using, their interests as inferred from their Internet search queries, web browsing or app usage activity or their previous relationships with our partners.
+Added: Such data can be passed to us from various third parties, including device type original equipment manufacturers and application providers and publishers.
+Added: We do not use this data to discover the identity of individuals, and we currently prohibit partners, data providers and inventory suppliers from importing data onto our ad buying platform that directly identifies individuals, though we do allow partners to share some directly
+Added: identifying information, such as phone number and email addresses, with us for purposes of transforming that information into pseudonymous identifiers to use on our platform.
+Added: Our ability, like those of other advertising technology companies, to collect, process, augment, analyze, use and share data relies, in part, upon the ability to identify devices across websites and applications, and to collect and process data about user interactions with those devices for purposes such as serving relevant ads and measuring the effectiveness of ads.
+Added: In many instances, the technology necessary to identify devices and users interactions with content, ads, applications or utilities on such devices are governed by U.S.
+Added: and foreign laws and regulations, and our ability to utilize such information is dependent upon their implementation within the digital ad industry ecosystem.
+Added: Such laws, regulations and industry standards may change from time to time, including those relating to the level of consumer notice, consent and/or choice required when a company employs cookies, pixels or other similar electronic identifiers or tags to collect, process and share data about users online interactions.
+Added: In the United States, both federal and state legislation govern activities such as the collection and use of personal data, and privacy matters impacting the advertising technology industry has frequently been subject to review by the Federal Trade Commission (the “FTC”), U.S.
Congress, and individual state governments.
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For example, the California Consumer Privacy Act of 2018 (the “CCPA”), which went into effect January 1, 2020, defines “personal information” broadly enough to include online identifiers provided by individuals’ devices, applications and protocols (such as IP addresses, mobile application identifiers and unique cookie identifiers) and individuals’ location data, if there is potential that individuals can be identified by such data.
−Removed: The CCPA created individual data privacy rights for consumers in the State of California (including rights to deletion of and access to, as well as rights to opt-out of the collection of, personal information), special rules on the collection of consumer data from minors, new notice obligations and new limits on, and rules regarding the “sale” of personal information (interpreted by many observers to include common advertising practices).
+Added: The CCPA created individual data privacy rights for consumers in the State of California (including rights to deletion of and access to, as well as rights to opt-out of the collection of, personal information), special rules on the collection of consumer data from minors, new notice obligations and new limits on, and rules regarding the collection, processing and “sale” of personal information (interpreted by many to include common digital advertising practices).
The CCPA also includes a potentially severe statutory damages framework for violations of the CCPA and for businesses that fail to implement reasonable security procedures and practices to prevent data breaches.
−Removed: The CCPA also offers the possibility to a consumer to recover statutory damages for certain violations and could open the door more broadly to additional risks of individual and class-action lawsuits even though the statute’s private right of action is limited in scope.
−Removed: There have been many class action lawsuits filed invoking the CCPA outside of the private right of action provided for by the law.
−Removed: It is unclear at this point whether any of these claims will be accepted by the courts.
−Removed: In addition, the recently-passed California Privacy Rights Act (the "CPRA"), which updates and supplements the CCPA, as well as similar laws recently adopted in Virginia, Colorado, Connecticut and Utah, will impose additional notice and opt out obligations on the digital advertising space, including an obligation to provide a prominent opt out for behavioral advertising.
−Removed: When the CPRA, as well as the recently adopted laws in Virginia, Colorado, Connecticut and Utah go into full effect in 2023 and 2024, as well as potentially similar laws being considered in other states, they will impose additional restrictions on us and on our industry partners.
+Added: The CCPA also offers the possibility to a consumer to recover statutory damages for certain violations related to data breaches.
+Added: There also have been many class action lawsuits filed invoking the CCPA outside of the private right of action provided for by the law, and it is unclear at this point whether any of these claims will be accepted by the courts.
+Added: In addition, the California Privacy Rights Act (the "CPRA") (which amends and further implements the CCPA), as well as similar laws which have recently gone into effect in Virginia, Colorado, Connecticut and Utah, impose additional notice and opt out obligations in the digital advertising ecosystem, including an obligation to provide a prominent opt out for behavioral advertising.
+Added: Additionally, similar laws have been passed or are being considered in other states, which may impose additional restrictions on us and on our industry partners.
It is difficult to predict with certainty the full effect of these recently passed or pending laws and their implementing regulations on the Internet and advertising industries as a whole.
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It also provides certain rights, such as access and deletion, to the individuals about whom the personal data relates.
−Removed: The IAB Europe previously collaborated with the digital advertising industry to create a user-facing framework (the Transparency and Control Framework, or “TCF”) for establishing and managing legal bases under the GDPR and other U.K.
+Added: The IAB Europe previously collaborated with the digital
+Added: advertising industry to create a user-facing framework (the Transparency and Control Framework, or “TCF”) for establishing and managing legal bases under the GDPR and other U.K.
and EU privacy laws including the ePrivacy Directive (discussed below).
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In February 2022, the Belgium Data Protection Authority issued an order against IAB Europe that imposes specific remedies on IAB Europe and its operation of TCF.
−Removed: Further, other European regulators have questioned the framework’s viability and activists have filed complaints with regulators of alleged
−Removed: non-compliance by specific companies that employ the framework.
+Added: Further, other European regulators have questioned the framework’s viability and activists have filed complaints with regulators of alleged non-compliance by specific companies that employ the framework.
Continuing to maintain compliance with the GDPR’s requirements, including monitoring and adjusting to rulings and interpretations that affect our approach to compliance, requires significant time, resources and expense, and may lead to significant changes in our business operations, as will the effort to monitor whether additional changes to our business and data collection practices and our backend configuration are needed, all of which may increase operating costs, or limit our ability to operate or expand our business.
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Other jurisdictions have adopted or are considering cross-border or data residency restrictions, which could reduce the amount of data we can collect or process and, as a result, significantly impact our business.
−Removed: As the collection and use of data for digital advertising has received media attention over the past several years, some government regulators, such as the FTC, and privacy advocates have suggested creating a universally accepted “Do Not Track” standard that would allow Internet users to express a preference, independent of cookie settings in their browser, not to have their online browsing activities tracked and shared across websites or devices.
−Removed: The CPRA and new Colorado consumer privacy law similarly contemplate the use of technical opt-outs for the sale and sharing of personal information for advertising purposes, and allow for rulemaking to develop these technical signals.
+Added: This growing set of privacy regulations has created intense scrutiny regarding Interest-based advertising, or the use of data to draw inferences about a consumer’s interests and delivering relevant advertising to that consumer, by legislative, regulatory, and self-regulatory bodies, privacy advocates, academics, and commercial interests in the United States and abroad that focus on consumer protections and data privacy.
+Added: In particular, much of this scrutiny has focused on the use of cookies and other tracking technologies that are used to collect or aggregate information about consumers’ online browsing and mobile app usage activity.
+Added: For example, as the collection and use of data for digital advertising has increasingly received negative media attention over the past several years, some government regulators, such as the FTC, and privacy advocates have suggested creating a universally accepted “Do Not Track” standard that would allow Internet users to express a preference, independent of cookie settings in their browser, not
+Added: to have their online browsing activities tracked and shared across websites or devices.
+Added: The CPRA and new Colorado consumer privacy law similarly have been interpreted to require the use of technical opt-outs for the sale and sharing of personal information for advertising purposes, and allow for rulemaking to develop these technical signals.
If a universally accepted “Do Not Track,” “Do Not Sell,” or similar control is adopted by many Internet users, or if a “Do Not Track” or similar standard is imposed by additional states or by federal or foreign legislation, or is agreed upon by industry standard setting groups, we may have to change our business practices, our clients may reduce their use of our platform, and our business, financial condition, and results of operations could be adversely affected.
We participate in several industry self-regulatory programs, mainly initiated by the Network Advertising Initiative, or NAI, the Digital Advertising Alliance, or DAA, and their international counterparts.
−Removed: Our efforts to comply with the self-regulatory principles of these programs include offering end users notice and choice when
−Removed: advertising is served to them based, in part, on their interests.
+Added: Our efforts to comply with the self-regulatory principles of these programs include offering end users notice and choice when advertising is served to them based, in part, on their interests.
We believe that this user-centric approach to addressing consumer privacy empowers consumers to make informed decisions on the use of their data.
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Such laws, regulations, and industry standards may change from time to time, including those relating to the level of consumer notice and consent required before a company can employ cookies or other electronic tools to collect data about interactions with users online.
−Removed: Protected.net also collects, uses, and stores an increasingly high volume, variety and velocity of personal information, in connection with the operation of its business, particularly, in relation to Protected.net’s identity and information protection offerings, which rely on large data repositories of personal information and consumer transactions.
Available Information
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.